Celgene Corporation and Juno Therapeutics, Inc. announced a global collaboration for the development and commercialization of immunotherapies. The two companies will create T cell therapeutic strategies for treatments for patients with cancer and autoimmune diseases. Strategies will initially focus on Chimeric Antigen Receptor Technology (CAR-T) and T Cell Receptor (TCR) technologies.

The merger will allow Celgene an option to commercialize Juno programs outside North America and co-promote programs globally and on the other hand, Juno gains option to co-develop and co-promote select Celgene programs

According to the transaction, Celgene will make initial payment of approximately $1 billion which includes the purchase of ~9.1 million shares of Juno stock at $93.00 per share, with potential to increase its stake over time. A joint conference call scheduled today at 5:00 p.m. ET, 2:00 p.m. PT will further inform the public about the details of the merger transaction.

Bob Hugin, Chairman and CEO of Celgene mentioned in a statement, “This transaction strengthens Celgene’s position in the emerging and transformative area of immuno-oncology.” He also added, “Juno has assembled world class experts and built impressive capabilities and technologies in the areas of T cell biology and cellular therapy; we believe this long-term collaboration enhances the potential of both companies to deliver transformational therapies to patients with significant unmet medical needs.”

Hans Bishop, CEO of Juno also mentioned in a statement, “Celgene is the ideal partner for Juno to help us realize the full potential of our science and clinical research while maintaining the independence we, our employees, partners, and investors believe is so critical for true innovation.” He further explained, “This unique collaboration is designed to catalyze and create tremendous ongoing scientific and product development synergy by leveraging each company’s strengths and assets. In addition to its established global presence and commercial reach, Celgene has leading small molecule and protein capabilities that complement Juno’s advanced engineered T cell capabilities. By doing this together, we believe we can more quickly and effectively develop potentially disruptive therapies in this new field of medicine and make them more readily available to patients worldwide.”

Under the terms of the collaboration, Celgene has the option to be the commercialization partner for Juno’s oncology and cell therapy auto-immune product candidates. This includes Juno’s CD19 and CD22 directed CAR-T product candidates. B-Cell Maturation Antigen (BCMA) is excluded as a target in this collaboration.

Upon closing, Juno will receive an upfront payment of approximately $150 million, and in addition Celgene will purchase 9,137,672 shares of Juno’s common stock at $93.00 per share. This transaction has been approved by the boards of directors of both companies. Celgene and Juno currently expect to complete the transaction during the third quarter of 2015, subject to the expiration or termination of applicable waiting periods under all applicable antitrust laws and satisfaction of other usual and customary closing conditions.

About Celgene Corporation

Celgene Corporation is an American biotechnology company that manufactures drug therapies for cancer and inflammatory disorders. It is incorporated in Delaware and headquartered in Summit, New Jersey. The company’s major products are Thalomid (thalidomide), which is for the acute treatment of moderate to severe erythema nodosum leprosum (“ENL”) and Revlimid (lenalidomide), for which the company has received FDA and EMA approval for the treatment of multiple myeloma patients who have received at least one prior therapy. Celgene also receives royalties from Novartis Pharma AG on sales of the entire Ritalin family of drugs, which are widely used to treat Attention Deficit Hyperactivity Disorder (ADHD). Celgene stock market evolution: http://www.marketwatch.com/investing/stock/celg

About Bob Hugin

Mr. Hugin is the Chief Executive Officer of Celgene since June 2010 and Chairman since June 2011. He was previously President and Chief Operating Officer from May 2006 to June 2010, and was elected by the Board of Directors to serve as a Director in December 2001. Prior to joining Celgene, Mr. Hugin was a Managing Director with J.P. Morgan & Co. Inc. Mr. Hugin received an AB degree from Princeton University in 1976 and an MBA from the University of Virginia in 1985 and served as a United States Marine Corps infantry officer during the intervening period.

Hans Bishop is one of the co-founders of Juno Therapeutics and has served as Chief Executive Officer since Juno’s inception. Prior to this, he acted as Executive Vice President and Chief Operating Officer for Dendreon, a Seattle-based biotechnology company that develops immunotherapy products used in cancer treatment. Mr. Bishop previously held various positions at Glaxo Wellcome and SmithKlineBeecham. He serves on the Board of Directors of Avanir Pharmaceuticals. Mr. Bishop earned a B.S. in chemistry from Brunel University in London.